FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                          WASHINGTON, D.C. 20549-1004

          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1997


                                       OR

         [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

               For the transition period from         to

                        Commission File Number 33-43508


                       NORTH ATLANTIC ENERGY CORPORATION


             (Exact name of registrant as specified in its charter)

                NEW HAMPSHIRE                              06-1339460


         (State or other jurisdiction                   (I.R.S. Employer
          of incorporation or organization)             Identification No.)

         1000 ELM STREET, MANCHESTER, NEW HAMPSHIRE           03105
          (Address of principal executive offices)          (Zip Code)

                                 (603) 669-4000


              (Registrant's telephone number, including area code)

                                 Not Applicable


              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

                               Yes  X         No


   Indicate the number of shares outstanding of each of the issuer's classes
              of common stock, as of the latest practicable date.

                     Class                         Outstanding at July 31, 1997

         Common Shares, $1.00 par value                   1,000 shares





                       NORTH ATLANTIC ENERGY CORPORATION

                               TABLE OF CONTENTS



                                                              Page No.



Part I. Financial Information

    Item 1. Financial Statements

        Balance Sheets - June 30, 1997 and
        December 31, 1996                                       2

        Statements of Income - Three Months and
        Six Months Ended June 30, 1997 and 1996                 4

        Statements of Cash Flows - Six Months
       Ended June 30, 1997 and 1996                             5

        Notes to Financial Statements                           6

     Item 2.   Management's Discussion and Analysis
               of Financial Condition and Results
               of Operations                                   10

Part II.    Other Information

     Item 4.   Submission of Matters to a Vote
               of Security Holders                             14

     Item 6.   Exhibits and Reports on Form 8-K                14

Signatures                                                     15



                                   PART I.  FINANCIAL INFORMATION

NORTH ATLANTIC ENERGY CORPORATION

BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>

                                                                June 30,     December 31,
                                                                  1997           1996
                                                             -------------  -------------
                                                                 (Thousands of Dollars)
<S>                                                             <C>            <C>
ASSETS
------

Utility Plant, at original cost:
  Electric................................................   $    780,596   $    775,794

     Less: Accumulated provision for depreciation.........        135,081        124,530
                                                             -------------  -------------
                                                                  645,515        651,264
  Construction work in progress...........................          7,996          8,887
  Nuclear fuel, net.......................................         32,948         31,765
                                                             -------------  -------------
      Total net utility plant.............................        686,459        691,916
                                                             -------------  -------------

Other Property and Investments:                              
  Nuclear decommissioning trusts, at market...............         22,373         19,744
                                                             -------------  -------------
                                                                   22,373         19,744
                                                             -------------  -------------
Current Assets:                                              
  Cash....................................................           -               299
  Special deposits........................................          1,016          7,039
  Receivables from affiliated companies...................         18,035         16,422
  Taxes receivable........................................          2,556           -
  Materials and supplies, at average cost.................         13,360         13,093
  Prepayments and other...................................          5,460          4,302
                                                             -------------  -------------
                                                                   40,427         41,155
                                                             -------------  -------------
Deferred Charges:                                            
  Regulatory assets:                                      
   Deferred costs--Seabrook...............................        195,266        185,078
   Income taxes, net......................................         47,185         47,185
   Recoverable energy costs...............................          2,115          2,217
   Other regulatory assets................................         22,185         25,401
  Unamortized debt expense................................          4,181          4,692
                                                             -------------  -------------
                                                                  270,932        264,573
                                                             -------------  -------------
      Total Assets........................................   $  1,020,191   $  1,017,388
                                                             =============  =============




</TABLE>
See accompanying notes to financial statements.






NORTH ATLANTIC ENERGY CORPORATION

BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>

                                                                June 30,     December 31,
                                                                  1997           1996
                                                             -------------  -------------
                                                                 (Thousands of Dollars)
<S>                                                             <C>            <C>
CAPITALIZATION AND LIABILITIES
------------------------------

Capitalization:                                              
  Common stock--$1 par value. Authorized                     
   and outstanding 1,000 shares..........................    $          1   $          1
  Capital surplus, paid in................................        160,999        160,999
  Retained earnings.......................................         42,947         53,749
                                                             -------------  -------------
           Total common stockholder's equity..............        203,947        214,749
  Long-term debt..........................................        475,000        495,000
                                                             -------------  -------------
           Total capitalization...........................        678,947        709,749
                                                             -------------  -------------


Current Liabilities:                                                       
  Notes payable to affiliated company.....................         38,400          2,500
  Long-term debt--current portion.........................         20,000         20,000
  Accounts payable........................................          9,798         20,714
  Accounts payable to affiliated companies................          5,063          5,073
  Accrued interest........................................          3,155          2,888
  Accrued taxes...........................................            315          3,486
  Other...................................................            420            271
                                                             -------------  -------------
                                                                   77,151         54,932
                                                             -------------  -------------

Deferred Credits:                                            
  Accumulated deferred income taxes.......................        208,019        196,650
  Deferred obligation to affiliated company...............         33,283         33,284
  Other...................................................         22,791         22,773
                                                             -------------  -------------
                                                                  264,093        252,707
                                                             -------------  -------------


Commitments and Contingencies (Note 4)



                                                             -------------  -------------
           Total Capitalization and Liabilities...........   $  1,020,191   $  1,017,388
                                                             =============  =============


</TABLE>                                                                   
See accompanying notes to financial statements.                            




NORTH ATLANTIC ENERGY CORPORATION
STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
                                                      Three Months Ended     Six Months Ended
                                                           June 30,              June 30,
                                                    --------------------- ---------------------
                                                       1997       1996       1997       1996
                                                    ---------- ---------- ---------- ----------
                                                              (Thousands of Dollars)

<S>                                                   <C>        <C>        <C>        <C>
Operating Revenues................................. $  50,128  $  39,107  $  92,104  $  75,770
                                                    ---------- ---------- ---------- ----------
Operating Expenses:                                 
  Operation --                                      
     Fuel..........................................     1,697      3,870      5,525      7,196
     Other.........................................    10,844      7,628     18,734     15,477
  Maintenance......................................    10,723      1,828     13,656      3,477
  Depreciation.....................................     6,156      5,842     12,513     11,913
  Federal and state income taxes...................     3,272      3,118      6,517      5,781
  Taxes other than income taxes....................     3,253      3,035      6,570      6,065
                                                    ---------- ---------- ---------- ----------
        Total operating expenses...................    35,945     25,321     63,515     49,909
                                                    ---------- ---------- ---------- ----------
Operating Income...................................    14,183     13,786     28,589     25,861
                                                    ---------- ---------- ---------- ----------
                                                    
Other Income:                                      
  Deferred Seabrook return--other funds............     1,812      1,925      3,553      4,502
  Other, net.......................................        20        238        136        340
  Income taxes.....................................       716        804        870      1,559
                                                    ---------- ---------- ---------- ----------
        Other income, net..........................     2,548      2,967      4,559      6,401
                                                    ---------- ---------- ---------- ----------
        Income before interest charges.............    16,731     16,753     33,148     32,262
                                                    ---------- ---------- ---------- ----------
Interest Charges:                                   
  Interest on long-term debt.......................    12,876     13,256     25,403     26,663
  Other interest...................................       257       (122)       182       (209)
  Deferred Seabrook return--borrowed funds.........    (3,360)    (3,737)    (6,635)    (8,738)
                                                    ---------- ---------- ---------- ----------
        Interest charges, net......................     9,773      9,397     18,950     17,716
                                                    ---------- ---------- ---------- ----------
                                                     
Net Income......................................... $   6,958  $   7,356  $  14,198  $  14,546
                                                    ========== ========== ========== ==========

</TABLE>
See accompanying notes to financial statements.




NORTH ATLANTIC ENERGY CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
                                                                 Six Months Ended
                                                                     June 30,
                                                             -----------------------
                                                                 1997        1996
                                                             ----------- -----------
                                                              (Thousands of Dollars)
<S>                                                             <C>         <C>
Operating Activities:
  Net Income................................................ $   14,198  $   14,546
  Adjustments to reconcile to net cash                        
   from operating activities:
    Depreciation............................................     12,513      11,913
    Deferred income taxes and investment tax credits, net...     11,410      12,846
    Deferred return - Seabrook..............................    (10,188)    (13,240)
    Recoverable energy costs, net of amortization...........        102          99
    Other sources of cash...................................      7,943       9,968
    Other uses of cash......................................       (206)       (412)
  Changes in working capital:                                 
    Receivables.............................................     (1,613)      5,427
    Materials and supplies..................................       (267)       (665)
    Accounts payable........................................    (10,926)       (972)
    Accrued taxes...........................................     (3,171)      4,537
    Other working capital (excludes cash)...................      2,725      (3,897)
                                                             ----------- -----------
Net cash flows from operating activities....................     22,520      40,150
                                                             ----------- -----------

Financing Activities:
  Net increase (decrease) in short-term debt................     35,900      (1,500)
  Reacquisitions and retirements of long-term debt..........    (20,000)    (20,000)
  Cash dividends on common stock............................    (25,000)    (11,000)
                                                             ----------- -----------
Net cash flows used for financing activities................     (9,100)    (32,500)
                                                             ----------- -----------

Investment Activities:                                        
  Investment in plant:                                        
    Electric utility plant..................................     (5,837)     (1,813)
    Nuclear fuel............................................     (5,381)     (1,423)
                                                             ----------- -----------
  Net cash flows used for investments in plant..............    (11,218)     (3,236)
  NU System Money Pool......................................       -          2,500
  Investments in nuclear decommissioning trusts.............     (2,501)     (1,803)
                                                             ----------- -----------
Net cash flows used for investments.........................    (13,719)     (2,539)
                                                             ----------- -----------
Net (Decrease) Increase In Cash For The Period..............       (299)      5,111

Cash - beginning of period..................................        299       8,313
                                                             ----------- -----------
Cash - end of period........................................ $     -     $   13,424
                                                             =========== ===========


</TABLE>
See accompanying notes to financial statements.                    





                       NORTH ATLANTIC ENERGY CORPORATION

                   NOTES TO FINANCIAL STATEMENTS (UNAUDITED)


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     A.   Presentation

          The accompanying unaudited financial statements should be read in
          conjunction with Management's Discussion and Analysis of Financial
          Condition and Results of Operations (MD&A) in this Form 10-Q, the
          Annual Report of North Atlantic Energy Corporation (the company or
          NAEC) on Form 10-K for the year ended December 31, 1996 (1996 Form
          10-K), the company's Form 10-Q for the quarter ended March 31, 1997,
          and the company's Form 8-K dated June 28, 1997. In the opinion of the
          company, the accompanying financial statements contain all adjustments
          necessary to present fairly the financial position as of June 30,
          1997, the results of operations for the three-month and six-month
          periods ended June 30, 1997 and 1996, and the statements of cash flows
          for the six-month periods ended June 30, 1997 and 1996.  All
          adjustments are of a normal, recurring, nature. The results of
          operations for the three-month and six-month periods ended June 30,
          1997 and 1996 are not necessarily indicative of the results expected
          for a full year.

          Northeast Utilities (NU) is the parent company of the Northeast
          Utilities system (the system).  The system furnishes franchised retail
          electric service in Connecticut, New Hampshire, and western
          Massachusetts through four wholly owned subsidiaries:  The Connecticut
          Light and Power Company (CL&P), Public Service Company of New
          Hampshire (PSNH), Western Massachusetts Electric Company (WMECO), and
          Holyoke Water Power Company.  NAEC, a wholly owned subsidiary, sells
          all of its entitlement to the capacity and output of the Seabrook
          nuclear power plant to PSNH.  In addition to its franchised retail
          electric service, the system furnishes firm and other wholesale
          electric services to various municipalities and other utilities and,
          on a pilot basis pursuant to state regulatory experiments, provides
          off-system retail electric service.  The system serves about 30
          percent of New England's electric needs and is one of the 20 largest
          electric utility systems in the country as measured by revenues.

          The preparation of financial statements in conformity with generally
          accepted accounting principles requires management to make estimates
          and assumptions that affect the reported amounts of assets and
          liabilities and disclosures of contingent liabilities at the date of
          the financial statements and the reported amounts of revenues and
          expenses during the reporting period.  Actual results could differ
          from those estimates.

          Certain reclassifications of prior period data have been made to
          conform with the current period presentation.

     B.   New Accounting Standards

          The Financial Accounting Standards Board (FASB) issued two new
          accounting standards during June 1997, Statement of Financial
          Accounting Standards (SFAS) No. 130, "Reporting Comprehensive Income"
          and SFAS 131, "Disclosures about Segments of an Enterprise and Related
          Information." SFAS 130 establishes standards for the reporting and
          disclosure of comprehensive income. SFAS 131 determines the standards
          for reporting and disclosing qualitative and quantitative information
          about a company's operating segments. Both SFAS 130 and SFAS 131 will
          be effective in 1998. Management believes that the implementation of
          SFAS 130 and SFAS 131 will not have a material impact on NAEC's
          financial position or its results of operations.

          For additional information regarding the adoption of new accounting
          standards, see NAEC's Form 10-Q for the quarter ended March 31, 1997
          and NAEC's 1996 Form 10-K.

     C.   Regulatory Accounting and Assets

          For information regarding regulatory accounting and assets, see NAEC's
          Form 10-Q for the quarter ended March 31, 1997 and NAEC's 1996 Form
          10-K.

2.   SHORT-TERM DEBT

     During May 1997, NAEC was notified by the SEC that it would be permitted to
     be a full participant in the Northeast Utilities System Money Pool (Pool).
     Certain subsidiaries of NU, including NAEC, are members of the Northeast
     Utilities System Money Pool (Pool).  The Pool provides a more efficient use
     of the cash resources of the system, and reduces outside short-term
     borrowings.  NUSCO administers the Pool as agent for the member companies.
     Short-term borrowing needs of the member companies are first met with
     available funds of the other member companies, including funds borrowed by
     NU parent.  NU parent may lend to the Pool but may not borrow.  Funds may
     be withdrawn from or repaid to the Pool at any time without prior notice.
     Investing and borrowing subsidiaries receive or pay interest based on the
     average daily Federal Funds rate.  However, borrowings based on loans from
     NU parent bear interest at NU parent's cost and must be repaid based upon
     the terms of NU parent's original borrowing.

     For further information on the money pool and other short-term debt
     matters, see NAEC's 1996 Form 10-K.

3.   INTEREST RATE MANAGEMENT

     As of June 30, 1997, NAEC had outstanding interest-rate management
     agreements with a total notional value of approximately $200 million and a
     positive mark-to-market position of approximately $2.4 million.

     The interest rate management agreements have been made with various
     financial institutions, each of which is rated "BBB+" or better by Standard
     & Poor's rating group.  NAEC is exposed to credit risk on interest-rate
     management instruments if the counterparties fail to perform their
     obligations.  However, management anticipates that the counterparties will
     be able to fully satisfy their obligations under the agreements.

     For further information on interest rate management instruments, see the
     MD&A in this Form 10-Q, NAEC's Form 10-Q for the quarter ended March 31,
     1997 and NAEC's 1996 Form 10-K.

4.   COMMITMENTS AND CONTINGENCIES

     A.  Environmental Matters

         For information regarding environmental matters, see NAEC's Form 10-Q
         for the quarter ended March 31, 1997 and NAEC's 1996 Form 10-K.

     B.  Nuclear Insurance Contingencies

         For information regarding nuclear insurance contingencies, see NAEC's
         1996 Form 10-K.

     C.  Seabrook 1 Construction Program

         For information regarding NAEC's construction program, see NAEC's 1996
         Form 10-K.

5.   NUCLEAR PERFORMANCE

     For information regarding nuclear performance, see NAEC's 1996 Form 10-K.

6.   NEW HAMPSHIRE RESTRUCTURING

     On May 13, 1997, the United States District Court for Rhode Island
     appointed a mediator to the pending case involving PSNH's and affiliates'
     challenge to the New Hampshire Public Utilities Commission decision on
     February 28, 1997.  All court proceedings on the case have been suspended
     during the mediation process.  On June 30, 1997, the mediator requested and
     received an extension of the period of mediation to August 4, 1997.  On
     August 4, 1997, the mediator submitted to the court a second recommendation
     for the continuation of mediation.  Pursuant to the court's order
     initiating the mediation process, this second extension will continue
     through September 2, 1997.

     For further information regarding New Hampshire restructuring, see the MD&A
     in this Form 10-Q, NAEC's Form 8-K dated June 28, 1997, NAEC's Form 10-Q
     for the quarter ended March 31, 1997 and NAEC's 1996 Form 10-K.





                      North Atlantic Energy Corporation
               Management's Discussion and Analysis of Financial
                      Condition and Results of Operations


This section contains management's assessment of North Atlantic Energy
Corporation's (NAEC or the company) financial condition and the principal
factors having an impact on the results of operations. The company is a
wholly-owned subsidiary of Northeast Utilities (NU). This discussion should
be read in conjunction with the company's financial statements and footnotes
in this Form 10-Q, the First Quarter Form 10-Q, the 1996 Form 10-K and the
Form 8-K dated June 28, 1997.

FINANCIAL CONDITION

Earnings Overview

Under the Seabrook Power Contract (the Contract), Public Service Company of New
Hampshire (PSNH) is unconditionally obligated to pay the company's cost of
service for a period equal to the length of the Nuclear Regulatory Commission's
(NRC) full-power operating license for Seabrook 1 (through 2026) whether or not
Seabrook 1 is operating and without regard to the cost of alternative sources of
power.  In addition, PSNH will be obligated to pay decommissioning and project
cancellation costs after the termination of the operating license.

NAEC had net income of approximately $7 million for the three months ended June
30, 1997 and net income of approximately $14 million for the six months ended
June 30, 1997, essentially unchanged from the same periods in 1996.

Nuclear Performance

Seabrook operated at a capacity factor of 71.6% percent through June 30, 1997,
compared to 93.0 percent for the same period in 1996. The lower 1997 capacity
factor is due primarily to the 50-day scheduled refueling and maintenance
outage, which began on May 10, 1997.  The plant returned to service on June 28,
1997.

For further information on the Millstone outages, see NAEC's 1996 Form 10-K.

Liquidity and Capital Resources

Cash provided from operations decreased by approximately $18 million in the
first six months of 1997, from 1996, as a result of the pay down of the 1996
year end accounts payable balance.  The year end accounts payable balance was
relatively high due to costs associated with the Seabrook outage that had been
incurred but not yet paid by the end of 1996. Cash used for financing activities
decreased by approximately $23 million in the first six months of 1997,
primarily due to the utilization of the NU system money pool in 1997, partially
offset by higher cash dividends on common stock. Cash used for investments
increased by approximately $11 million in the first six months of 1997,
primarily due to higher 1997 nuclear fuel expenditures for the Seabrook
refueling and higher Seabrook plant expenditures.

All NU system securities are currently rated below investment grade by Moody's
Investors Services and Standard & Poors.  These actions could adversely affect
the availability and cost of funds for the NU system companies.

Each major company in the NU system finances its own needs.  Neither The
Connecticut Light and Power Company (CL&P) nor Western Massachusetts Electric
Company (WMECO) have any agreements containing cross defaults based on events or
occurrences involving NU, PSNH or NAEC.  Similarly, neither PSNH nor NAEC have
any agreements containing cross defaults based on events or occurrences
involving NU, CL&P or WMECO. Nevertheless, it is possible that investors will
take negative operating results or regulatory developments at one company in the
NU system into account when evaluating other companies in the NU system. That
could, as a practical matter and despite the contractual and legal separations
among the NU companies, negatively affect each company's access to the financial
markets.

Restructuring

On May 13, 1997, the United States District Court for Rhode Island appointed a
mediator to the pending case involving PSNH's and affiliates' challenge to the
New Hampshire Public Utilities Commission (NHPUC) decision on February 28, 1997
regarding electric utility restructuring. All court proceedings on the case have
been suspended during the mediation process.

On August 4, 1997 the mediator submitted to the court a second recommendation
for the continuation of mediation.  Pursuant to the court's order initiating the
mediation process, this second extension will continue through September 2,
1997.

On May 2, 1997, PSNH filed a retail rate case with the New Hampshire Public
Utilities Commission (NHPUC). PSNH is not requesting an increase in base rates
but has asked the NHPUC to maintain its current base rate level. The fixed rate
period under the Rate Agreement ends on May 31, 1997. The NHPUC has issued a
schedule calling for temporary rate hearings in September, 1997.  Permanent rate
hearings are scheduled for May, 1998.  The NHPUC has initiated a management
audit of PSNH which is currently ongoing.

In a separate filing, PSNH requested a 6 percent increase in its Fuel and
Purchased Power Adjustment Clause (FPPAC) billings, effective June 1, 1997. This
increase is primarily the result of recognizing currently costs associated with
independent power producer payments, which had been previously deferred for
collection. The FPPAC will continue to operate until the year 2000.  The FPPAC
credit of $.00848 per kWh, which was effective June 1, 1996 through May 1997 has
been stipulated as part of the mediation process.  A credit rate of $.00481 per
kWh will remain in effect until further ordered.

For further information on New Hampshire restructuring issues, see NAEC's 1996
Form 10-K and Form 8-Ks dated March 19, 1997 and June 28, 1997.

Risk Management Instruments

NAEC uses interest-rate management instruments to reduce interest rate risk
associated with its $200 million variable rate bank note. NAEC's interest rate
management instruments effectively fix its variable rate bank note at 7.82
percent.

These instruments are not used for trading purposes. The differential paid or
received as interest rates change is recognized in income when realized.

As of June 30, 1997, NAEC had outstanding interest rate management instruments
with a total notional value of approximately $200 million. The settlement
amounts for the second quarter associated with the instruments increased
interest expense by approximately $0.3 million.  For further information on
risk management instruments, see the Notes to Financial Statements, Note 3,
in this Form 10-Q.


RESULTS OF OPERATIONS



                                               Income Statement Variances
                                                   Increase/(Decrease)
                                                  Millions of Dollars
                                          Second                Year
                                          Quarter    Percent   to-Date   Percent


Operating revenues                          $11        28%        16       21%

Fuel                                         (2)      (56)        (2)     (23)
Other operation and
  maintenance expense                        12        42         13       21
Deferred Seabrook return (other    
  and borrowed funds)                        (1)       (9)        (3)     (23)

Net income                                    -         -          -        -


Comparison of the Second Quarter of 1997 to the Second Quarter of 1996

Operating revenues represent amounts billed to PSNH under the terms of the 
Power Contracts and billings to PSNH for decommissioning expense.

Operating revenues increased in the second quarter primarily due to higher
operation and maintenance expenses associated with the  scheduled Seabrook
refueling and maintenance outage in May 1997.

Fuel expense decreased in the second quarter primarily due to lower Seabrook
capacity factors as a result of the scheduled refueling and maintenance outage.

Other operation and maintenance expenses increased in the second quarter
primarily due to higher costs associated with the scheduled Seabrook refueling
and maintenance outage in May 1997.

Deferred Seabrook return decreased in the second quarter primarily due to the
final phase-in of Seabrook investment into rates in May, 1996.


Comparison of the First Six Months of 1997 to the First Six Months of 1996


Operating revenues increased in the first six months primarily due to higher
operation and maintenance expenses associated with the scheduled refueling and
maintenance outage in May 1997, as well as the increased return associated with
the phase-in of the final 15 percent of Seabrook plant's Initial Investment in
May, 1996.

Fuel expense decreased in the first six months primarily due to lower Seabrook
capacity factors as a result of the scheduled refueling and maintenance outage.

Other operation and maintenance expenses increased in the first six months
primarily due to higher costs associated with the scheduled refueling and
maintenance outage in May 1997.

Deferred Seabrook return decreased in the first six months primarily due to the
final phase-in of Seabrook investment into rates in May, 1996.




                          PART II.  OTHER INFORMATION



ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     At the Annual Meeting of Stockholders of NAEC held on June 9, 1997,
stockholders voted to fix the number of directors for the ensuing year at seven.
The vote fixing the number of directors at seven was 1,000 shares in favor,
representing 100 percent of the issued and outstanding shares of common stock of
NAEC.

     At the Annual Meeting, the following seven directors were elected, each by
a vote of 1,000 shares in favor, to serve on the Board of Directors for the
ensuing year:  Ted C. Feigenbaum, Bernard M. Fox, William T. Frain, Jr., Cheryl
W. Grise, John B. Keane, Bruce D. Kenyon, and Hugh C. MacKenzie.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Listing of Exhibits:

         Exhibit Number       Description

                 27           Financial Data Schedule

(b)      Report on Form 8-K:

1.   NAEC filed a Form 8-K dated June 28, 1997 disclosing:

     .    The court appointed mediator in the industry restructuring dispute
          between the State  of New Hampshire and PSNH and NU filed a letter
          with the U.S. District Court in Rhode Island requesting the extension
          of the mediation to August 4, 1997;
     .    On June 28, 1997, Seabrook nuclear generating unit returned to service
          following a 50-day planned refueling and maintenance outage.





                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                     NORTH ATLANTIC ENERGY CORPORATION

                                                 Registrant




Date  August 12, 1997      By:  /s/ John H. Forsgren
                                    John H. Forsgren
                                    Executive Vice President and
                                    Chief Financial Officer





Date  August 12, 1997      By:  /s/ John J. Roman
                                    John J. Roman
                                    Vice President and Controller